Creditor Protection In The Case Of Simplified Deregistration Of A Compan

The legislative content of the current summary cancellation system is not very detailed,and there is no relevant system to protect the interests of creditors.The cancellation without liquidation is particularly prominent,which increases the risk of the survival and realization of creditor’s rights.In this paper,the simple cancellation as the main body,around the creditor protection,trying to classify the thinking,to protect the creditor’s right to know,to ensure the authenticity of creditor’s rights commitment,improve the creditor’s rights relief of the path and countermeasures,so as to provide creditors before,during and after the system protection.The first part,on the basis of the legal analysis of the summary cancellation,puts forward the problems existing in the protection of creditors’ interests.China’s simple cancellation system has been formally established in the Regulations on the Administration of Registration of Market Entities.The simple cancellation system has three characteristics,namely voluntary withdrawal,presumption of good faith and subsequent liability.These characteristics pose new challenges to the protection of creditors’ interests,and are prone to the problem of cancellation before liquidation,which is manifested in creditors’ ignorance of cancellation,investors’ false promise of creditor’s rights and difficulties in the relief of unliquidated creditor’s rights.The second part focuses on strengthening the creditor’s right to know.The problems of information asymmetry,presumption of good faith and simple design of guarantee system in simple cancellation lead to and aggravate the risks of creditors’ right to know.This paper analyzes the impact of the above situation on the risk of the right to know,proposes to continue to promote the enterprise annual report system to strengthen information disclosure,improve the social credit system to achieve the integration of the market subject credit and strengthen the credit punishment,and increase the distribution of registered assets to lay the foundation for creditors’ right to know relief,so as to protect creditors’ right to know.The third part aims to refine the procedure to ensure the authenticity of investor’s creditor’s rights commitment.The letter of obligation has the effect of taking responsibility.At the same time,in order to avoid the false obligation of investors,it provides the guarantee for the realization of the creditor’s right in the summary cancellation by elaborating the examination procedure and the objection procedure.The main measures are the classification of the application subject,the separation of complexity,the linkage of departments,and the form examination,so as to realize the efficiency value and the safety value.Distinguish shareholder dissent,creditor dissent and other dissent,and finally ensure the authenticity of creditor’s rights commitment.The fourth part focuses on the improvement of the creditor’s right relief mechanism in the summary cancellation.The legislation that the promisor bears joint liability is too simple,which violates the theory of relativity of contract,limited liability and bankruptcy rule.In this paper,the nature of unliquidated liability and the scope of liability undertaken by the promisee are analyzed and determined in jurisprudence.It is suggested to clarify the nature of liability in legislation,unliquidated liability is not post-liquidation liability,but creditor’s right tort liability;Make clear the partial discharge liability based on the principle of equity and the full discharge liability based on the fault behavior.